If you're going to make a movie that invites viewers into the outrageous world of flamboyant showman Liberace, you had better be ready to amp up the glamour and bring the bling.

With HBO's "Behind the Candelabra," director Steven Soderbergh and co-stars Michael Douglas and Matt Damon rise to the challenge. Enthusiastically embracing Liberace's too-much-is-never-enough aesthetic, they coat the screen in the kind of lavish excess that required lots of opulent sets, flashy cars and private jets, gaudy jewelry and the kind of sartorial splendor that would leave Lady Gaga gasping for breath.

It surely must have been a fun game of dress-up for Douglas, who plays Liberace, and Damon, who inhabits the role of Scott horson, the virtuoso pianist's much-younger lover. But an arduous one, too: Both actors submitted to more than 60 wardrobe changes for the film.

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"I've always been somebody who goes into the wardrobe fitting and tries to get out as fast as I can. ... I just kind of can't be bothered with it," Damon told reporters during a media conference to promote the film. "But this was a very specific thing. And I probably spent more time in the

wardrobe fittings on this (film) than I had in the previous 15 projects. Days and days and days."

Despite the big names attached to "Candelabra," it was dismissed by Hollywood's major studios because, as Soderbergh explained to Entertainment Weekly, they saw it as "too gay." And, indeed, there was a time when the acclaimed director, running out of patience, thought it might not get made -- until HBO stepped up to the plate.

The film begins in the summer of 1977, when Liberace (or "Lee," as his friends called him) is living the high life in Las Vegas as a world-famous -- and closeted -- pianist-comedian. After a chance encounter with Thorson, a naive 18-year-old foster kid, the two men embark on a secretive love affair, despite a gaping age difference and apparently very different backgrounds.

Thorson, who becomes instantly enthralled with Liberace's glittery world, soon is sharing a hot tub -- and bed -- with the showbiz icon and parading around his baroque-style home in a nothing but a metallic Speedo. Things, however, take a bizarre turn when Liberace talks of adopting Thorson and pushes him into having plastic surgery to reshape his face in Lee's image.

The younger man eventually descends into drug addiction and has a nasty falling out with his lover-mentor. By the time the film ends in 1987, a bitter Thorson is living on his own and Liberace has died of AIDS, finally confirming the rumors of his secret life.

Soderbergh had long been interested in doing some kind of Liberace story, and even mentioned it to Douglas when the two were working on the 2000 film "Traffic." At the time, Douglas did an impromptu impersonation of Liberace, but otherwise didn't give it much consideration.

"Somewhere early in the shoot, Steven said, 'You know, have you ever thought about Liberace?' Douglas recalled. "I looked at him and I thought, 'Is this guy messing with me?' "

Soderbergh's interest never waned. In searching for a narrative angle, he was steered toward Thorson's book and enlisted the help of executive producer Jerry Weintraub and screenwriter Richard LaGravenese.

Douglas soon warmed up to the project as well, seeing it as a golden opportunity to play a fascinating, larger-than-life man. For the 68-year-old actor, "Candelabra" marks his return to the screen after being diagnosed with stage 4 throat cancer in 2010.

"I think it's a characterization," Douglas explained. "Characters are normally a little easier to play than things that might be closer to yourself. So actually, it's sort of a license of freedom. It frees you up tremendously. And it was really a treat to have a chance to play this part."

And what did Douglas' longtime wife, Catherine Zeta-Jones, say when she first caught a glimpse of him all decked out in Liberace's rhinestones and feathers and magnificent flowing capes?

"Where have you been all my life?"

"Candelabra," which includes Debbie Reynolds, Dan Aykroyd and Rob Lowe in its cast, is crammed with crazy, jaw-dropping visuals, not to mention lusty make-out scenes -- Douglas marvels at Damon's "courage" in taking on the film at this point in his career. But at the film's heart is a warm and fragile relationship that turns tragic -- a fact that Soderbergh never wanted to lose sight of.

"We take the relationship seriously," the director said. "I was very anxious that we not make a caricature of either of their characters or of the relationship. There's no question that it's unfortunate to see the movie through a contemporary lens and know that they weren't allowed to be as open back then as people are today. That definitely exerted pressure on the two of them."

"There are aspects of their relationship that were absurd," Damon added. "But for me, it just kind of pointed out that there are aspects of all of our lives that are absurd. They're just not absurd to us because they're our lives."